Certain Operating Conventions and Procedures Sample Clauses
The 'Certain Operating Conventions and Procedures' clause establishes standardized methods and protocols for how parties will conduct their operations and interactions under the agreement. It typically outlines specific processes for communication, documentation, approvals, or the handling of routine matters, such as how notices are to be delivered or how records should be maintained. By setting these conventions, the clause ensures consistency and predictability in day-to-day operations, reducing the risk of misunderstandings and disputes over procedural issues.
Certain Operating Conventions and Procedures. (i) For all Tax purposes the Closing shall be deemed to occur as of the close of the Company's business activities on the Closing Date, and, in the case of Pre-Acquisition Taxable Periods ending on the Closing Date, all of the Company's income, gains and other Tax items attributable to the Closing Date shall be included and reported by the Company in Tax Returns (including federal Form 1065 and any similar state return) of the Company for such Pre-Acquisition Taxable Periods to be filed following the Closing and all Taxes attributable to the Company's income, gains or other taxable items for the Closing Date shall be reported on such Tax Returns.
(ii) The allocation of any Tax Liability between the portion of any Straddle Period ending on the Closing Date and the portion of such Straddle Period after such date shall be made by means of a closing of the books and records of the Company as of the close of business on the Closing Date as if a taxable period ended as of the close of such date; provided, however, that exemptions, allowances or deductions that are calculated on an annual basis (including, but not limited to, depreciation and amortization deductions) shall be allocated between the period ending on and inclusive of the Closing Date (the "PRE-CLOSING PERIOD") and the period following the Closing Date (the "POST-CLOSING PERIOD") in the proportion which the number of days in each such period bears to the total number of days in the Straddle Period; and provided further, if as of the Closing Date the Company is a partner in any partnership which has a Tax year that does not end as of the Closing Date, any tax liability attributable to such partnership's activities shall be allocated between the Pre-Closing Period and the Post-Closing Period in the same manner based upon the number of days in each such period.
Certain Operating Conventions and Procedures. (i) For all Tax purposes the Closing shall be deemed to occur as of the close of the Company's business activities on the Closing Date, and, in the case of Pre-Acquisition
Certain Operating Conventions and Procedures. The taxable year of the Company shall close on the date of this Agreement and all items of Company income, gain, loss, deduction and expense for the Company's 1999 taxable year shall be based on a closing of the Company's books and records. The taxable year of the Company shall also close on the Exercise Date, and thus, all items of Company income, gain, loss, deduction and expense for the taxable year in which the Exercise occurs shall be based on a closing of the Company's books and records.
Certain Operating Conventions and Procedures. For U.S. federal income tax purposes and (except as otherwise provided under applicable law, if any) state, local and foreign income tax purposes, the taxable year of the Partnership shall end as of the close of business on the Closing Date.
Certain Operating Conventions and Procedures. (i) For all Tax purposes the Closing shall be deemed to occur as of the close of the Company's business activities on the Closing Date, and that, in the case of Pre-Acquisition Taxable Periods ending on the Closing Date, all of the Company's income, gains and other Tax items attributable to the Closing Date shall be included and reported by the Company in Tax Returns of the Company for such Pre-Acquisition Taxable Periods to be filed following the Closing and that all Taxes attributable to the Company's income, gains or other taxable items for the Closing Date shall be reported on such Tax Returns.
(ii) The allocation of any Tax Liability between the portion of any Straddle Period ending on the Closing Date and the portion of such Straddle Period after such date shall be made by means of a closing of the books and records of the Company as of the close of business on the Closing Date as if a taxable period ended as of the close of such date; provided, however, that exemptions, allowances or deductions that are calculated on an annual basis (including, but not limited to, depreciation and amortization deductions) shall be
Certain Operating Conventions and Procedures